What is the role of the Board of Directors, Board Development Committee, and Board Committees?
The Board of Directors and Board Development Committee members play a critical role in shaping our organization’s leadership and strategic direction. For a comprehensive overview of the responsibilities, qualifications, and governance expectations associated with this role, please refer to GSWO's bylaws.
Board of Directors – Sets the strategic direction for the council and ensures that necessary resources are in place to support the work of the council. The board provides oversight and compliance and regularly reviews the performance of the CEO. In addition, the board establishes a two-way communication with the membership when making critical decisions. Directors must be able to govern with an emphasis on: a) outward vision rather than an internal preoccupation; b) encouragement of diversity in viewpoints; c) strategic leadership more than administrative detail; d) clear distinction of board and chief executive roles; e) collective rather than individual decisions; f) future rather than past or present; and g) proactivity rather than reactivity. Directors are expected to be active participants in the Philanthropic strategies of GSWO. The board meets six times per year (three times in person) to carry out its work and may have additional task group meetings. Meetings are typically held on the fourth Tuesday and begin at 4:30 p.m. Video conference meetings take place via Zoom and in person meetings take place at the Dayton Girl Scout office located at 450 Shoup Mill Road or another council location (such as camp). Directors may expect to serve a three-year term and may be re-elected for an additional term.
Board Development Committee – Actively seeks, identifies, recruits, interviews, and assesses prospective candidates for slate for election to the Board of Directors, the succeeding Board Development Committee (BDC) and National Council Delegates and Alternates. It ensures a balanced and diverse single slate of nominees. In addition, the BDC provides continuing education for all directors. The BDC meets monthly, by video conference via Zoom, August – February. Additional meetings may be necessary. Members serve for a three-year term and may be re-elected for an additional term.
Audit Committee – Assists the board in performing the duties and responsibilities of the board with respect to the auditing functions. The audit committee has the authority to provide for the conducting of investigations it deems appropriate, to contact directly independent auditors, the finance staff, and other advisors and require them to provide any information needed. The audit committee recommends to the board the engagement of an independent public auditing firm to perform the annual audit and meets with the auditors to review the audit plans, scope, and engagement letter. Members should have financial experience or knowledge and at least one should have auditing experience. The audit committee meets 2-3 times per year and can do so by video conference via Zoom or in person.
Investment Committee – Oversees the council’s investments and monitors the investment managers to ensure that the investment policy statement is being carried out as designed. They meet twice per year with each investment manager to review the current investments and to hear any concerns or recommendations. This committee is accountable to the CEO and provides advice and counsel concerning investments. Members should have knowledge of investments and/or finance and be willing to review investment reports. Meetings are held twice per year by video conference via Zoom.
How do I apply or refer someone?
- To refer yourself or another individual, complete this form by September 30, 2025, to be considered for terms beginning in 2026.
- The Board Development Committee will review and invite selected candidates to complete an application.
- The Board Development Committee will review applications and select candidates for interviews.
- Selected candidates will be presented as a slate for election in February 2026.
- New directors will begin their three-year term at the annual meeting in April 2026.
View the Board Member Agreement.